Terms and Conditions

The Company for the sake of this document refers to Elington LLC

The Client in this document refers to any customer using any services Shibumi Technologies s.r.o. INCLUDING Website Design, Logo Design, Programming and any other services that the Company may from time to time provide.

The term Services refers to one or more of Website Design, Programming and any other services and products that are provided to the Client by the Company.

The term Internet refers to the Internet, World Wide Web, Email, Telnet, FTP, Websites and any other related areas of computer technology.


The Company provides Services to the Client subject to the following conditions:

Miscellaneous

The Company may from time to time make alterations to these conditions. The Company will notify the Client of any such alterations. The Company gives no warranties expressed or implied except as expressly stated in these conditions.

All Services remain the property of the Company until payment has been made in full by the Client. The Company has the right to withhold the Services until all charges owed by the Client or third party have been paid.

Copyright

After the client becomes the owner of the Services, they should be used exclusively with a sign "Design by WebSite-Interactive" on the main page of the Website, marking that they were produced by WebSite-Interactive.com. This rule will be applicable only to such Services as Website design. In this case the Client receives a discount of 50 US$.

The Client shall at all times comply with the terms and conditions for Services provision by the Company and generally to the terms and conditions of any such authority having similar force and to which the Client may become subject as a result of services provided by the Company. The Client shall acknowledge terms and conditions relating to Services may change at any time. The Client will be notified of all these changes on this page.

The Company reserves the right to use the Services, provided to the Client for demonstration to potential users of its Services.

If the Client does not want the Company sign located on his/her page, he/she pays the total value of the project.

The Client shall notify the Company immediately if it becomes aware of any unauthorized use of any or all of the facilities included in the Services.

The Company reserves the right to vary the charges for Services from time to time without prior notice.

All charges quoted to the Client for the Services are exclusive of any value added tax (VAT) for which the Client shall be additionally liable to pay at the appropriate rate.

Termination

Of the project:

In case of termination of the project by the Client before its completion, the Company reserves the right to withhold from 1/3 to the full sum, transferred by the Client as the payment for the Services. The withheld amount will depend on the Services realization stage, and will be defined by the Company.

Of the Agreement:

This Agreement may be terminated:

• Forthwith by the Company if the Client fails to pay any sums due.
• Forthwith by either party if the other commits any material breach of any these conditions other than one falling within above and which (in the case of a breach capable of being remedied) has not been remedied within 30 days of a written request to remedy the same.

WITHOUT PREJUDICE TO ANY OTHER CONDITIONS THE COMPANY RESERVE THE RIGHT TO SUSPEND SERVICES OF A CLIENT INDEFINITELY IN THE EVENT THAT ANY OF THESE CONDITIONS ARE BREACHED AND SUSPENSION OF SERVICES WILL CONTINUE UNTIL THE CAUSE OF THE BREACH IS RECTIFIED OR UNTIL OTHERWISE AGREED.

General Limitation of Responsibility

The Company is not responsible for any delay, malfunction, non-performance and/or other degradation of the Services caused by or resulting from any alteration and/or modifications and/or amendments due to changes and specifications requested or implemented by the Client whether beyond the scope the Services already supplied or contained therein. The Company reserves the right to raise additional charges for any work arising out of the provisions of this clause.

The Company accepts no liability for loss or damage to the Client arising from any material, data or instructions supplied whether digitally or otherwise by the Client or on its behalf which is incomplete, inaccurate, illegible, out of sequence, or in the wrong form, or arising from late arrival, or non-arrival, or any other fault by the Client or on its behalf.

The Client agrees to indemnify the Company, its employees and agents and shall hold them harmless from and against all loss, penalties, damages, liability, claims or expenses whatsoever arising from any claims by third parties as to ownership or other rights to use Services or arising in any way by the Client infringing - whether knowingly or otherwise - third party rights.

Confidentiality

All confidential information regarding the Client or the customers of the Client disclosed to the Company shall be regarded as disclosed in confidence and shall be used in connection with the affairs of the Client and not be passed on to any third party and/or in any way be made use of by the Company at any time either during or after the termination of this agreement save with consent or which comes into the public domain (otherwise than through the unauthorized disclosure by the Company).

The personal information of the Client will be passed to Smarterwork and Citybank in order to transfer the funds and perform Expertise, if needed.

The Client shall promptly notify the Company if it becomes aware of a breach of confidence and shall give the Company all reasonable assistance in connection with any proceedings the Company may institute against a third party at the expense of the Company.

The Client shall treat as confidential the Services supplied by the Company and either designated as confidential by the Company or confidential by its nature (Information). Information shall not include information which is lawfully in the possession of the Client otherwise than through disclosure by the Company or which is in the public domain (otherwise than through unauthorized disclosure by the Client).

The Company reserves the right to suspend all Services without refund of any charges and without notice to our Client who uses the Services to send bulk unsolicited E-mail (a process referred to as spamming).

The Client shall not provide any technical information obtained from the Company to any person, company, firm or government entity when the Client knows or has reason to believe that the supply of information may indirectly or directly lead to a contravention of the laws or regulations of the USA or the country of Client residence, applicable to the export supply or use of goods or technology.

The Company shall at all times take reasonable steps to safeguard the Company web servers and the data contained therein from damage, accident, fire, theft and unauthorized use.

Communication

Any notice or other communication to be given by a party under this Agreement must be in writing and must be given by delivery at or sending by E-mail or facsimile transmission or other means of telecommunication in permanent written form (provided the addressee has his or its own facilities for receiving such transmission) to the last known postal or E-mail address or relevant telecommunications number of the other party. Where notice is given by sending in a prescribed manner it shall be deemed to have been received when in the ordinary course of the means of transmission it would be received by the addressee. To prove the giving of a notice it shall be sufficient to show it was dispatched. A notice shall have been effect from the sooner of its actual or deemed receipt by the addressee.

At all times the Client must specify a communications address in a recognized form to which the Company may send all notices or other forms of communication, (particular in an emergency). Should the Client fail to notify the Company immediately of any change in particulars then the Company shall not be liable for any loss to the Client arising from any such failure.

Any failure or delay by either party in exercising any rights or remedy will not constitute a waiver.

If any provision of these conditions is held by any competent authority be invalid or unenforceable in whole or in part, the validity of the other provisions of these conditions and the remainder of the provision in question shall not be affected.

If either the Company or the Client is unable or if impracticable, to perform any of its obligations under these conditions due to circumstances beyond the control of either party the offending party shall immediately give notice to the other party in writing and indicate what steps (if any) are being taken to remedial.

Any breach by the Client of any of its obligations thereunder shall entitle the Company to recover its loss arising from any such breach on a full indemnity basis.

These conditions (together with terms if any which are agreed in writing between the parties) constitute the entire agreement between the parties and supersede any previous agreement or understanding. All other terms and conditions (express or implied by statue or otherwise) are excluded to the fullest extent permitted by law.

Applicable Law and Jurisdiction

This Agreement will be governed by Czech Law and the parties agree to be subject to the exclusive jurisdiction of the Courts of Prague.